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Lumen Technologies, Inc. Director's Dealing 2003

Nov 6, 2003

30915_dirs_2003-11-06_1afeb1c8-b3da-4dcc-a43a-5833ca71827c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CENTURYTEL INC (CTL)
CIK: 0000018926
Period of Report: 2003-11-05

Reporting Person: EWING R STEWART JR (Ex. VP & CFO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2003-11-05 Common Stock I 5000 $34.09 Disposed 849.26 Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 27906.48 Direct
Common Stock 15583.73 Indirect
Common Stock 3513.98 Indirect
Common Stock 16311.43 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Performance Shares.99 $0.00 Common Stock (1095.00) 1095.00 Direct
Employee Stock Option (right to buy) $28.03 2011-05-21 Common Stock (81000.00) 81000.00 Direct
Employee Stock Option (right to buy) $32.99 2012-02-25 Common Stock (81000.00) 81000.00 Direct
Employee Stock Option (right to buy) $27.48 2013-02-24 Common Stock (81000.00) 81000.00 Direct
Employee Stock Option (right to buy) $17.64 2005-05-22 Common Stock (30442.00) 30442.00 Direct
Employee Stock Option (right to buy) $13.50 2007-02-24 Common Stock (59616.00) 59616.00 Direct
Employee Stock Option (right to buy) $34.63 2010-02-21 Common Stock (85000.00) 85000.00 Direct
Phantom Stock Units $0.00 Common Stock (5251.20) 5251.20 Direct

Footnotes

F1: As of December 31, 2002, the most recent statement available.

F2: As of December 31, 2002, the most recent statement available.

F3: As of December 31, 2002, the most recent statement available.

F5: One-third of the Stock Options are exercisable immediately, one-third are exercisble on 2/24/98, and one-third are exercisable on 2/24/99.

F6: One-third of the Stock Options are exercisable 2/21/2001, one-third are exercisable on 2/21/2002, and one-third are exercisable on 2/21/2003.

F8: One-third of the Stock Options are exercisable 5/21/02, one-third are exercisable 5/21/03, and one-third are exercisable 5/21/04.

F9: One-third of the Stock Options are exercisable 2/25/03, one-third are exercisable 2/25/04, and one-third are exercisable 2/25/05.

F10: One-third of the Stock Options are exercisable 2/24/04, one-third are exercisable 2/24/05, and one-third are exercisable 2/24/06.

F11: The award vests based upon the Company's total shareholder return over a five year period compared to the other companies included in an index of telecommunications companies.

F13: Exercisable as soon as practicable after December 31, 2003.

F15: Security converts on a one for one basis.

F16: Security converts on a 1-to-1 basis.

F17: The reported phantom stock units were acquired under CTE's excess benefit plan and will be settled upon the reporting person's termination of service.